- Meta launched roughly $22.5 billion of Class A common stock and $12.5 billion of mandatory convertible preferred depositary shares, with a further $60 billion at-the-market program planned once its new Class C shares begin trading.
- The raise sits beside $97 billion of operating cash flow in the first nine months of 2026 and about $82 billion of cash and securities, against a full-year capex plan of up to $145 billion.
- The common stock is sold through forward sale agreements, so Meta receives no money at launch and can draw the proceeds, and take the dilution, later.
Meta has started selling stock to pay for artificial intelligence infrastructure, launching about $35 billion of underwritten equity offerings on October 26 as the first part of a financing plan that could reach $95 billion. The company’s offering announcement, filed with the Securities and Exchange Commission, ties the money directly to “AI infrastructure and personal superintelligence” and puts 2026 capital spending at $135 billion to $145 billion.
Meta splits the raise into common stock, convertible preferred and a future ATM
The offering has three pieces. The first is 250 million depositary shares, each representing a one-twentieth interest in a new Series A Mandatory Convertible Preferred Stock, worth about $12.5 billion. The second is about $22.5 billion of Class A common stock sold to banks under forward sale agreements, a structure in which the buyers borrow and sell shares now while Meta delivers new shares and collects the cash when it chooses to settle. Underwriters also hold 30-day options for another 37.5 million depositary shares and $3.375 billion of common stock.
The third piece is the largest and the least certain. Meta says it plans an at-the-market program of about $60 billion, selling shares gradually into the market once its previously announced Class C common stock begins trading. The filing states plainly that no agreement exists yet and that the timing, size and terms have not been set.
| Class A common stock, sold via forward sale agreements | About $22.5 billion |
| Mandatory convertible preferred depositary shares | About $12.5 billion |
| Planned at-the-market program, terms not yet set | About $60 billion |
| Meta's 2026 capital expenditure guidance | $135 billion to $145 billion |
Equity now joins cash flow and debt as a standing source of AI funding
Meta’s own numbers explain the move. It generated $97 billion of operating cash in the first three quarters of 2026, while full-year capital spending is guided to as much as $145 billion, most of it for the data centers and accelerators behind clusters such as Prometheus. The company holds Aa3 and AA- credit ratings and could keep borrowing, yet it chose to add shareholders’ capital to the mix.
“The Company intends to fund these investments through a balanced mix of operating cash flow, investment-grade debt, strategic partnerships, and equity capital.”
Meta Platforms, offering announcement, October 26, 2026
Each instrument spreads the dilution across time. The forward sales let Meta lock in today’s price and issue shares when the cash is needed, the preferred converts into common stock on a fixed schedule, and the ATM program can be paced to market conditions over many months. For existing holders, that turns a single large dilution event into a slow, ongoing one tied to the pace of Meta’s data center construction.
Meta is financing its AI infrastructure the way a utility finances a grid, with a permanent mix of cash, debt and new equity, and its shareholders now own a share of the capex bill alongside its bondholders.
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